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Sansio HealthEMS Subscription Amendment & Original Agreement.pdf

City Council/Public Finance and Economic Development Authority/Parking Authority
September 2, 2025

Document
Sansio HealthEMS Subscription Amendment & Original Agreement.pdf
Meeting
September 2, 2025
Body
City Council/Public Finance and Economic Development Authority/Parking Authority
Original file
4.8 MB
Text extracted from the city's file for reading and search. Open the original on cityofmerced.legistar1.com. That file is the official record.

DocuSign Envelope ID: 987184B2-B8FD-4EBB-9F5A-4AA8D1E7CE96 ••••• Schedule A
:SallSio· Prepared For: City of Merced
•••
HealthEMS
Prepared By: Don Bertucci
Health EMS Subscription Fees - ePCR ONLY
UeaJthEMS components
.·
ll!l;al
ePCR $ 1,320
EHR Connectivity-Standard $ 163
TotalSubscribed,iltonthlyFees $
·.
1,483
.·
Year 1 Net Montlily Snbscription $ 1,483
Optional Extension Transaction Fees
HealthEMS SanFax Transaction Fees
Includes System setup, configuration and training
ECG Monitor Integration
CAD Integration
Billing Export
EHR Connectivity Hospital Integration-3 hospitals @ $300 each Total
Pricing Valid Thmugh:

Term:

Annual J11cident:s:

Period Monthly
Year 1 $ 1,483
Year 2 $ 1,558
Year 3 $ 1,636
Year4 $ 1,718
Year 5 $ 1,804
Total Subscription Fees
Actual usage will be charged Page
$
$
$
$
$
$
05/10/23
60M011ths
8,800
Annual
17,796
18,696
19,632
20,616
21,648
98,388
$0.10
$4,395.00
$765.00
$875.00
$1,315.00
$900.00
$8,250.00
The undersigned agrees to pricing terms identified above. This Schedule A forms part of the Subscription Agreement and pricing is based on acceptance of the standard Subscription Agreement The terms and conditions of the Subscription Agreement in effect are incorporated into this Order Form, the parties agree to be bound by those terms and conditions.

Please piovide a company i�sued Purchas� Order that includes the BiHing�nd.Sllippjng Address.

PO must reference payment terms of Net 30 days. • OR •
State 7.lp code
Accounts payable contact information
Name
Email
Authorized customer signature
Name
Title
Shipping address:

Account name
Address
City
State
Contact phone number
Cu�"tomer is tax exempt:

SignatlJre
Stat� Oate of Plan
Ver. 220525 (v2022.3) HEAL TH EMS QUOTE PAGE
O Same as billing
Zlpcode
Oves
69 DocuSign Envelope ID: 987184B2-B8FD-4EB8-9F5A-4AA8D1 E7CE96

2.3.1 System Maintenance. Sansio will provide software updates, upgrades, and enhancements at the same time as generally available to other licensees. Sansio is responsible for deploying upgrades and enhancements for Customer's use at no additional charge to Customer. Customer may not have access to the System during times of scheduled maintenance. Prior to providing any update, upgrade, or enhancement, Sansio shall have used commercially reasonable efforts to test such item to ensure that it functions properly and in conformance with all specifications and warranties.

2.3.2 Backups. Backups of hosted applications and data are performed on a nightly (incremental) and weekly (full) basis. Backups will be scheduled at times so as to provide minimal impact to Customer's business activity. Sansio will maintain at least one full backup copy until after the next backup is performed. Backup will be maintained on a rolling basis and Sansio will not be responsible for archiving more than the most recent full backup. Sansio will take commercially reasonable steps to maintain data integrity in any backup, but Sansio is not responsible for loss of data or data integrity so long as Sansio has performed the backup in a commercially reasonable manner.

2.3.3 System Access Level. Sansio is not responsible for loss of access to the Data Center for reasons that are beyond Sansio's reasonable control. With the exception for loss of access that is beyond Sansio's reasonable control, Sansio shall maintain a level of access to the Data Center (excluding periods of emergency maintenance) of 99.9% Access Availability ("Access Availability"), 24 hours a day, 7 days a week, including holidays. System Access Unavailable ("System Access Unavailable") is defined as the reported unscheduled inability of all subscribed users of Customer to access the Data Center and verification that the problem is within the Data Center. Total System Access Unavailable minutes are calculated by adding the period of time beginning when the Customer reports System Access Unavailable to Sansio's Solution Center and ending when Sansio's Solution Center corrects the unavailable status and closes the incident with the Customer. If the Customer does not initiate a Solution Center call, Sansio will not be obligated to issue a System Access Unavailable Credit ("System Access Unavailable Credit") for the System Access Unavailability. Sansio will compute any System Access Unavailability on a quarterly average basis and apply a System Access Unavailable Credit to the next Customer invoice in the event that the stated Access Availability commitment was not met.

This occurs on a pro-rated basis limited to the maximum of the total invoice charges based on the total billing period. System Access Unavailable Credits will not be given for events occurring during any period in which the Customer's account has an undisputed past due balance or the Customer is otherwise in breach of Agreement. The System Access Unavailable Credit will be calculated according to the following schedule:

99.9% - 100%

99.5% - 99.89%

98.5% - 99.49%

97.5% - 98.49%

96.5% - 95.00%
0% - 94.49%
Covered under Agreement
( 1) day credit
(2) days credit
(1) week credit
(2) weeks credit
(1) month credit

3. PROFESSIONAL SERVICES. Sansio shall provide Professional Services on a fee-for-service basis ("Professional Services") to assist the Customer with successful implementation and effective utilization of the System. Any Professional Services performed by Sansio, including without limitation to, consulting, mapping, migration, configuration, and implementation services, shall be performed under a statement of work defined in an applicable Professional Services Engagement and shall be subject to the terms and conditions in this Subscription Agreement.

3.1 Project Manager Services. Sansio Project Managers provide Professional Services on a fee-for-service basis, assisting Customers to operationalize the solution to meet specific organizational objectives ("Project Manager Services"). Project Manager Services include, but may not be limited to, Training, Implementation, and Consulting that requires specific knowledge of the Customer's data set, research goals, and operational objectives. Project Manager Services may be provided web-based, at Sansio offices, or onsite at Customer location.

3.2 Resources to be Provided by Customer. Customer shall provide, maintain and make available to Sansio, at Customer's expense and in a timely manner, the resources described in this section 3, the Statement of Work, and such other additional resources as Sansio may from time-to-time reasonably request in connection with Sansio performance of the Services. Delays in the provision of these resources may result in delays in the performance of the Services, or an increase in the Price. Customer will designate qualified Customer personnel or representatives to consult with Sansio on a regular basis in connection with the Services. Customer will furnish such documentation and other information as is reasonably necessary to perform the Services. Customer shall furnish access to Customer's network, premises, and appropriate workspace for any Sansio personnel working at Customer's premises, as necessary for performance of Sansio - Confidential
v 2022.3 Revised 4/6/2022
2 71

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